This Acceptable Use Policy (“AUP”) describes activities prohibited on FlowChat Services for the protection of FlowChat and its Representatives, Services, network and other customers. Questions regarding this policy should be directed to abuse@FlowChat.com.
Customer shall not use the Services or any related software, system, or network to engage in, foster, solicit or promote illegal, or irresponsible behavior including:
1.1. conduct likely to breach any laws, codes, or regulations applicable to the parties (including conduct infringing or misappropriating intellectual property, or confidential or proprietary information; or which is fraudulent, unfair, deceptive or defamatory);
1.2. unauthorized access to, monitoring or use of, or interference with an internet account, computer, systems, networks, data or traffic;
1.3. intentionally, knowingly or recklessly introducing any malicious code into the Services;
1.4. conduct violating rules and conventions of any domain registrar, email service, bulletin board, chat group, or forum used in conjunction with FlowChat Services or network (including using false, misleading or deceptive TCP-IP packet header information in an email or newsgroup posting);
1.5. deceitfully collecting, transmitting or using information, or distributing software which covertly gathers or transmits information about a user;
1.6. distributing advertisement delivery software unless the user affirmatively consents to download and installation based on clear and conspicuous notice of the nature of the software, and can easily remove software using standard tools included on major operating systems;
1.7. conduct likely to result in retaliation or adverse action against FlowChat or its services, network, website or Representatives (including resulting in listing of FlowChat IP space on an abuse database);
1.8. conduct which breaches Customer’s security obligations, or any activity in connection with the Services that may expose FlowChat to a security vulnerability;
1.9. conduct intended to withhold or cloak identity or contact information, registering to use Services under a false name, or using an invalid or unauthorized credit card in connection with Services;
1.10. gambling activity violating any applicable codes of practice, required licenses, or technical standards;
1.11. use of any FlowChat provided shared system in a way that unnecessarily interferes with the normal operation of the shared system, or consumes a disproportionate share of system resources; and
1.12. conduct creating a risk to safety or health, national security or law enforcement.
Customer shall not be abusive or offensive to FlowChat Representatives. Customer shall not publish, transmit or store on or via the Services content or links to content that FlowChat reasonably believes relates in any manner to child pornography, bestiality, non-consensual sex acts, or live sex acts; or is excessively violent, incites or threatens violence, contains harassing content or hate speech, violates a person’s privacy, is malicious or morally repugnant.
Customer may only use the Services for commercial purposes; and Customer shall not use the Services in any situation where failure or fault of the Services could lead to death or serious bodily injury of any person, or to physical or environmental damage (including in connection with aircraft or other modes of human mass transportation, or nuclear or chemical facilities).
For bulk or commercial email sent by or on behalf of Customer using the Services or from any network that directly or indirectly refers recipients to a site hosted using the Services (including using third party distribution lists), Customer shall:
4.2. post an email address for complaints in a conspicuous place on any associated website, promptly respond to messages sent to that address, and have means to track anonymous complaints;
4.3. obtain affirmative consent to receive e-mail from intended recipients using reasonable means to verify ownership of the e-mail address, honor and notify recipients of consent revocation, and evidence consent within 72 hours of recipient or FlowChat request; and
4.4. include the recipient's e-mail address in the e-mail body or "TO" line.
Customer shall not attempt to test the vulnerability of a FlowChat system or network including those provided in connection with the Services, or attempt to breach security measures, of said system or network by any means. Notwithstanding the foregoing, Customer may conduct vulnerability testing of their Hosted System with FlowChat’s prior written consent.
Customer shall comply with the applicable license terms governing use of any Open Source Software or Third Party Software provided by FlowChat. If Customer uses any non-FlowChat provided software on the Customer Configuration then Customer represents and warrants that Customer shall maintain: (i) the legal right to use the software; and (ii) as applicable to the Services, adequate original software vendor support (or similar authorized support) permitting FlowChat to perform any installation, patching, upgrades, or management which FlowChat has agreed to provide. On FlowChat’s request, Customer shall sufficiently certify in writing (or, as reasonably requested, evidence) that Customer is in compliance with this section and any other license or support obligations under the Agreement. If Customer fails to certify licensing or support as requested, FlowChat may charge Customer its standard fee for licensed use of the software, until the required certification is provided.
Customer shall ensure Services are not used in breach of export laws, controls, regulations or sanction policies of the United States or Customer’s applicable jurisdiction. Customer shall ensure Services are not used by any person or entity suspected of involvement or affiliation with those involved in activities or causes relating to: human trafficking; illegal gambling; terrorism; narcotics trafficking; arms trafficking or the proliferation, development, design, manufacture, production, stockpiling, or use of nuclear, chemical, or biological weapons, weapons of mass destruction, or missiles.
Customer agrees FlowChat may permit a relevant authority to inspect Customer’s content or traffic if FlowChat is legally required to do so, provided FlowChat gives Customer reasonable prior notice (where permitted by applicable law and regulation). FlowChat may report to appropriate authorities any Customer conduct FlowChat believes violates applicable law, without notice to Customer (including providing any information about Customer, its users, or traffic). FlowChat may cooperate in response to a formal request from a law enforcement or regulatory agency investigating conduct FlowChat believes violates applicable law, or in a civil action that on its face meets the requirements for such a request. Customer shall cooperate with FlowChat’s reasonable investigation and resolution of any suspected breach of the Agreement.
Customer must maintain valid information with Customer’s domain name registrar for any domain hosted on the Services, and only use IP addresses assigned to Customer by FlowChat in connection with the Services. Customer agrees FlowChat may modify, transfer, delete any DNS record or zone on FlowChat managed or operated DNS servers or services upon request from the registrant or administrative contact according to the registrar’s WHOIS system.
FlowChat may amend the AUP by publishing a revised version at www.FlowChat.com/acceptable-use-policy, or in the event of a material adverse AUP change by providing Customer at least 30 days prior written notice. The revised AUP shall become effective as to Customer on the first to occur of: (i) Customer’s execution of a new Service Order or agreement incorporating the revised AUP or (ii) the first day of an agreement renewal term beginning at least 30 days after revised AUP publication, or (iii) expiry of written notice provided pursuant to this section. If compliance with the revised AUP would adversely affect Customer’s use of the Services, Customer may terminate the affected Services for convenience by giving FlowChat written notice of Customer’s objection no later than the date that the revised AUP would otherwise have become effective as to Customer; Customer may continue using the Services for up to an additional 90 days subject to the prior version of the AUP. FlowChat may, at its discretion, waive the AUP change as to Customer in which case the notice of termination shall be of no effect.
If Customer breaches the AUP (including unintentionally, resulting from Customer’s failure to use reasonable security precautions, or as a result of activity occurring without Customer authorization) FlowChat may block any content or traffic, may be relieved of its obligation to provide all or a portion of the Services, suspend the Services, or terminate the Services in accordance with the Agreement, at its election. No credit shall be available under any Service Level Agreement for interruptions of Services resulting from an AUP breach. Customer’s use of the Services to assist another entity in an activity that would breach this AUP if performed by Customer is an AUP breach.
12.1 Unless terminated under this clause 12, these Terms and your right to access and use the Service:
12.2 Subject to clause 7.6, if the subscription option you have selected includes a minimum initial term, the earliest date for termination under clause 12.1 will be the expiry of that initial term.
12.3 Either party may, by notice to the other party, immediately terminate these Terms and your right to access and use the Service if the other party:
12.4 You may terminate these Terms and your right to access and use the Service in accordance with clause 7.6.
12.5 Termination of these Terms does not affect either party’s rights and obligations that accrued before that termination.
12.6 On termination of these Terms, you must pay all Fees for the provision of the Service prior to that termination.
12.7 No compensation is payable by us to you as a result of termination of these Terms for whatever reason, and you will not be entitled to a refund of any Fees that you have already paid.
12.8 Except to the extent that a party has ongoing rights to use Confidential Information, at the other party’s request following termination of these Terms but subject to clause 12.9, a party must promptly return to the other party or destroy all Confidential Information of the other party that is in the first party’s possession or control.
12.9 At any time prior to one month after the date of termination, you may request:
12.10 Without limiting any other right or remedy available to us, we may restrict or suspend your access to and use of the Service and/or delete, edit or remove the relevant Data if we consider that you or any of your personnel have:
13.1 Neither party is liable to the other for any failure to perform its obligations under these Terms to the extent caused by Force Majeure.
13.2 No person other than you and us has any right to a benefit under, or to enforce, these Terms.
13.3 For us to waive a right under these Terms, that waiver must be in writing and signed by us.
13.4 Subject to clause 6.4, we are your independent contractor, and no other relationship (e.g. joint venture, agency, trust or partnership) exists under these Terms.
13.5 If we need to contact you, we may do so by email or by posting a notice on the Website. You agree that this satisfies all legal requirements in relation to written communications. You may give notice to us under or in connection with these Terms by emailing bruno@FlowChat.com.
13.6 These Terms, and any dispute relating to these Terms or the Service, are governed by and must be interpreted in accordance with the laws of Nevada. Each party submits to the non-exclusive jurisdiction of the Courts of Las Vegas in relation to any dispute connected with these Terms or the Service.
13.7 Clauses which, by their nature, are intended to survive termination of these Terms, including clauses 6.7, 8, 9, 11, 12.5 to 12.9 and 13.6, continue in force.
13.8 If any part or provision of these Terms is or becomes illegal, unenforceable, or invalid, that part or provision is deemed to be modified to the extent required to remedy the illegality, unenforceability or invalidity. If modification is not possible, the part or provision must be treated for all purposes as severed from these Terms. The remainder of these Terms will be binding on you.
13.9 Subject to clauses 2.1 and 7.6, any variation to these Terms must be in writing and signed by both parties.
13.10 These Terms set out everything agreed by the parties relating to the Service, and supersede and cancel anything discussed, exchanged or agreed prior to the Start Date. The parties have not relied on any representation, warranty or agreement relating to the Service that is not expressly set out in these Terms, and no such representation, warranty or agreement has any effect from the Start Date. Without limiting the previous sentence, the parties agree to contract out of sections 9, 12A and 13 of the Fair Trading Act 1986, and that it is fair and reasonable that the parties are bound by this clause 13.10.
13.11 You may not assign, novate, subcontract or transfer any right or obligation under these Terms without our prior written consent, that consent not to be unreasonably withheld. You remain liable for your obligations under these Terms despite any approved assignment, subcontracting or transfer.